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Support Terms & Conditions

Stratodesk Corporation – Terms & Conditions for Stratodesk Support
Last Revised: December 16, 2020

These terms represent the agreement (“Agreement”) that governs the delivery of Stratodesk support and subscription services from Stratodesk Corporation or its related entities (“Stratodesk”) to (a) an end-user customer who purchases Bronze, Silver, Gold, or Platinum support and subscription services either directly or through an authorized Stratodesk Reseller/Technology Partner for their own use; or (b) a Stratodesk authorized Technology Partner obtaining Bronze, Silver, Gold, or Platinum support and subscription services on behalf of their end customer or for the partner’s own end-use. (either, a “Customer”)

Support and Subscription Services

“Stratodesk support and subscription services” are those as follows:

  • Described in the datasheet, which set forth Stratodesk’s offering, eligibility requirements, service limitations and customer responsibilities. Supporting Material can be found at https://www.stratodesk.com/support/ where the datasheet can be accessed.
  • For Products Purchased in the Americas and EMEA Regions.
  • Either:
    • Purchased at time of sale or within 90 days of purchase, or
    • Purchased at the end of the prior support and subscription coverage period

Prices and Taxes

Customer will prepay for Stratodesk support and subscription services at time of purchase. Customer will pay all applicable taxes. If purchasing from Stratodesk directly, Customer agrees to pay total invoiced amounts within thirty (30) days of Stratodesk’s invoice date. If not, the reseller payment terms apply.

Cancellation

Full refunds for paid services are available from the place of purchase only if Customer cancels within thirty (30) days of the start date of the Agreement, and provided that no Stratodesk support and subscription services have been provided by Stratodesk at time of cancellation. Stratodesk may discontinue any support and subscription services upon sixty (60) days written notice.

Location

Unless otherwise specified by Stratodesk documentation or personnel, Stratodesk will not deliver Silver, Gold and Platinum support services outside Americas and EMEA Regions.

Services Provided

Stratodesk support and subscription services are performed using generally recognized commercial practices and standards. Customer agrees to provide prompt notice of any such service concerns and Stratodesk will investigate and re-perform any service that fails to meet this standard. Stratodesk is not liable for the performance or non-performance of third-party vendors, their products (even when included inside Stratodesk software such as VDI clients), or their support services. 

Stratodesk Responsibilities

  • Ensure you (the customer) have access to the Customer Portal upon completion of initial purchase.
  • Enablement for one device (X86, USB, Raspberry Pi) and NoTouch Center for device management, provided through Pre-Sales Support and Knowledge Base Documentation.
  • Provide technical support for qualified Customers with active/ valid support and subscription agreement for the duration of the procured term.
  • Provide Updates to NoTouch OS and NoTouch Center during the subscription period.
  • Provide critical security and bug resolution until the NoTouch OS and NoTouch Center version’s end of life. After the NoTouch Center and OS end of life, customers can continue using the deployed versions in perpetuity while foregoing access to technical support and software updates.

Customer Responsibilities

  • Maintain record, and issue to Stratodesk upon request, all original software licenses, license agreements, and subscription renewal dates that are relevant for this service.
  • Use Stratodesk NoTouch software solutions in accordance with Stratodesk EULA or in accordance with the current license agreement of the third-party software manufacturer, including any additional software license terms that may accompany their software subscription agreements.
  • Responsible for acting upon software updates and compliance notifications received from Stratodesk personnel.
  • Initiate web support ticket with written notification of the issue to Stratodesk Support. Upon confirmation of ticket creation, customer will then follow the steps provided in the confirmation notice to update the ticket with all necessary support files from NoTouch Center and NoTouch OS. 

Note: Response times and actions can be negatively impacted by not following this procedure.

Property Rights

No transfer of ownership of any intellectual property will occur under this Agreement. Customer grants Stratodesk a non-exclusive right and license to any intellectual property that is necessary for Stratodesk personnel to perform the Customer requested services.

Confidentiality

Customer is responsible for the security of its proprietary and confidential information. Information exchanged under the Agreement will be treated as confidential if identified as such at disclosure or if the circumstances of disclosure would reasonably indicate such treatment. Confidential information may only be used for the purpose of fulfilling obligations or exercising rights under this Agreement and shared with employees with need to know such information to support that purpose. Confidential information will be protected using a reasonable degree of care to prevent unauthorized use or disclosure. These obligations do not cover information that (a) was known or becomes known to the receiving party without obligation of confidentiality; (b) is independently developed by the receiving party; or (c) where disclosure is required by law or governmental agency.

Limitation of Liability

UNDER NO CIRCUMSTANCES WILL STRATODESK OR ITS LICENSORS, REPRESENTATIVES, SUPPLIERS, AGENTS OR RESELLERS BE LIABLE FOR ANY CONSEQUENTIAL, INDIRECT, SPECIAL, PUNITIVE, OR INCIDENTAL DAMAGES, WHETHER FORSEEABLE OR UNFORSEEABLE, ARISING OUT OF OR IN ANY WAY RELATING TO THIS AGREEMENT OR THE USE OF, OR INABILITY TO USE, THE SOFTWARE, INCLUDING WITHOUT LIMITATION, DAMAGES FOR LOSS OF DATA, GOODWILL, PROFITS, USE OF MONEY OR USE OF THE SOFTWARE, INTERRUPTION IN USE OR AVAILABILITY OF DATA, STOPPAGE OF OTHER WORK OR IMPAIRMENT OF OTHER ASSETS, COMPUTER FAILURE OR MALFUNCTION, OR ANY AND ALL OTHER COMMERCIAL DAMAGES OR LOSSES, EVEN IF ADVISED OF THE POSSIBILITY THEREOF, AND REGARDLESS OF THE LEGAL OR EQUITABLE THEORY (CONTRACT, TORT OR OTHERWISE) UPON WHICH THE CLAIM IS BASED. IN ANY CASE, STRATODESK’S ENTIRE COLLECTIVE LIABILITY UNDER ANY PROVISION OF THIS AGREEMENT SHALL NOT EXCEED IN THE AGGREGATE THE SUM OF THE FEES YOU PAID FOR THIS LICENSE (IF ANY) AND REPLACEMENT OF DEFECTIVE MEDIA OR PROVISION OF A REASONABLY SIMILAR SOFTWARE PRODUCT, AS DETERMINED AT STRATODESK’S SOLE DISCRETION, NOTWITHSTANDING ANY FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDY. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL, CONSEQUENTIAL OR SPECIAL DAMAGES, SO THIS EXCLUSION AND LIMITATION MAY NOT APPLY TO YOU.

Limitations of Service

Stratodesk support and subscription services do not cover any damage or failure caused by:

  • Failure or functional limitations of any non-Stratodesk software or hardware product impacting systems receiving Stratodesk support and subscription service
  • Improper use, site preparation, site or environmental conditions or other non-compliance with Stratodesk EULA
  • Modifications or improper system subscription not provided or authorized by Stratodesk
  • Malware not introduced by Stratodesk
  • Response times provided as a typical initial response time for your incident request. The listed typical response time in no way creates a legal requirement or obligation for Stratodesk personnel to always provide such response in the stated time.
  • Phone and Remote Access support are granted at the discretion of Stratodesk technical support personnel for qualified customers. Severity of issue and escalation process will be determining factors for such scheduled engagements.
  • For non-Stratodesk software, Stratodesk personnel will have limited ability to troubleshoot any problem and resolve issues. Access to support for integrated third-party software is subject to the availability of information from the original manufacturer.
  • Installation assistance does not include downloading NoTouch software packages or walking you through an installation, group policy configuration, or initial connection creation from start to finish.
  • For Stratodesk supported third-party software, you may be required to obtain updates directly from the original manufacturer.
  • Stratodesk Support coverage is extended to the latest published “GA” version only. If incident submitted to Stratodesk based on older versions, Stratodesk personnel will first request that you update to the latest version to see if that resolves the issue.
  • Number of Customers submitting and responding to support incidents are restricted to:
    • End Customer personnel must have valid log-in for Stratodesk Customer Portal
    • Bronze Level – One (1) no more than two (2) End Customer employees can communicate with Stratodesk personnel on the same open incident
    • Silver Level – Three (3) no more than five (5) End Customer employees can communicate with Stratodesk Personnel on the same open incident
    • Gold and Platinum Levels – There are no limitation to the number of End Customer employees that may contact Stratodesk personnel on the same open ticket, as long as each End Customer employee has a valid log into the Stratodesk Customer Portal.
  • Customers are subject to fair and reasonable use policy. Stratodesk reserves the right to limit support usage upon written notice of abuse.

Assignment

You may not assign, sublicense, or otherwise transfer by operation of law or otherwise this Agreement or any rights or obligations herein. Any such attempted assignment, sublicense or transfer shall be null and void. Stratodesk may assign this Agreement to any person or entity at its sole discretion and without notice to you.

Term and Termination

  • Stratodesk support and subscription services sold with new NoTouch OS license. This Agreement begins upon completion of NoTouch OS license procurement and will terminate either upon completion of the specified number of years of service purchased; or for services with specified usage limits, it will terminate upon the earlier of: (a) exceeding specified usage limit or (b) completion of the specified number of years of service purchased. 
  • Stratodesk Support and subscription services sold post initial subscription term. This Agreement begins upon the expiration of previous support coverage, as acceptable, and terminates upon completion of the specified number of years of service purchased.
  • Termination. Stratodesk may terminate at any time after the effective date of this Agreement if Customer fails to perform or observe any condition of this Agreement with Stratodesk.

Timeliness of Action

In no event will any cause of action be brought against Stratodesk more than one year after the cause of action has occurred. 

Governing Law

This Agreement will be governed and construed in accordance with the laws of the State of Delaware and the United States of America without giving effect to conflict or choice of law principles. The parties agree to exclude application of the United Nations Convention on Contracts for the International Sale of Goods.

Entire Agreement

This Agreement represents the entire understanding of the parties with respect to its subject matter and supersedes any previous communications or agreements that may exist. Stratodesk Corporation’s obligations are limited to this Agreement. However, for Stratodesk Authorized Technology Partners, the Stratodesk Partner Agreement may have additional terms that apply between Stratodesk and the Partner. Customer’s additional or different terms and conditions will not apply. Customer’s acceptance of this Agreement is deemed to occur upon Customer’s purchase of Bronze, Silver, Gold, or Platinum support and subscription services. No change of any of the terms and conditions will be valid unless in writing signed by an authorized representative of each party.

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